Director Kevin Lamont adds Norwood Financial (NWFL) stock via equity awards

Rhea-AI Filing Summary

Norwood Financial Corp director Kevin M. Lamont reported multiple stock awards under the company’s equity plans. On February 11, 2026, he acquired 43 shares of common stock at $31.62 per share as a grant, bringing his direct holdings to 135,824 shares.

Earlier director retainer grants included 123, 117, 116 and 105 shares at prices between $24.33 and $28.42. The filing also lists indirect holdings, including 463 shares held by his spouse and several blocks of restricted stock that vest in installments beginning between December 2022 and December 2026, conditioned on continued service.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LAMONT KEVIN M

(Last) (First) (Middle)

717 MAIN STREET

(Street)

HONESDALE PA 18431

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NORWOOD FINANCIAL CORP [ NWFL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
04/10/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/10/2025		A		123(1)	A	$24.33	135,443	D
Common Stock	07/10/2025		A		117(1)	A	$25.6	135,560	D
Common Stock	10/10/2025		A		116(1)	A	$25.84	135,676	D
Common Stock	01/12/2026		A		105(1)	A	$28.42	135,781	D
Common Stock	02/11/2026		A		43(1)	A	$31.62	135,824	D
Common Stock								463	I	Spouse
Common Stock								40(2)	I	Restricted Stock
Common Stock								280(3)	I	Restricted Stock
Common Stock								420(4)	I	Restricted Stock
Common Stock								550(5)	I	Restricted Stock
Common Stock								82(5)	I	Restricted Stock
Common Stock								825(6)	I	Restricted Stock

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Director Retainer Shares issued under the 2024 Equity Incentive Plan.

2. Award vests in five equal installments beginning on December 14, 2022 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

3. Award vests in five equal installments beginning on December 13, 2023 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

4. Award vests in five equal installments beginning on December 12, 2024 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

5. Award vests in three equal installments beginning on December 15, 2025 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

6. Award vests in three equal installments beginning on December 15, 2026 and annually thereafter during such periods of continued service as an Employee, Outside Director or Director Emeritus, as applicable.

	/s/ Kevin M. Lamont By: John M. McCaffery, Power of Attorney	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Kevin M. Lamont report for Norwood Financial (NWFL)?

Kevin M. Lamont reported receiving stock awards in Norwood Financial common shares. On February 11, 2026, he was granted 43 shares at $31.62, increasing his direct ownership to 135,824 shares, as part of his compensation as a director under the company’s equity plans.

Were Kevin M. Lamont’s Norwood Financial (NWFL) transactions open-market purchases or awards?

The reported Norwood Financial transactions are stock awards, not open-market purchases. They are coded as acquisitions (A) and described as director retainer shares and restricted stock issued under equity incentive plans, vesting over several years subject to Lamont’s continued service with the company.

How many Norwood Financial (NWFL) shares does Kevin M. Lamont own directly after the latest Form 4?

After the February 11, 2026 grant, Kevin M. Lamont directly owns 135,824 Norwood Financial common shares. This figure reflects cumulative director stock awards reported in the filing and represents only his direct holdings, separate from spouse-held and restricted stock positions listed as indirect ownership.

What prices were used for Kevin M. Lamont’s Norwood Financial (NWFL) stock awards?

Lamont’s reported stock awards were valued at several grant prices. Key awards include 123 shares at $24.33, 117 shares at $25.60, 116 shares at $25.84, 105 shares at $28.42, and 43 shares at $31.62, showing progressively higher grant prices over the reporting periods.

Does Kevin M. Lamont have indirect or restricted stock holdings in Norwood Financial (NWFL)?

Yes. The filing lists 463 Norwood Financial shares held by his spouse and several restricted stock positions held indirectly. These restricted awards, in blocks such as 40, 280, 420, 550, 82 and 825 shares, vest in installments beginning between December 2022 and December 2026.

How do Kevin M. Lamont’s Norwood Financial (NWFL) restricted stock awards vest over time?

Lamont’s restricted stock awards vest in equal installments over three or five years. Vesting begins on specific dates—December 14, 2022; December 13, 2023; December 12, 2024; December 15, 2025; and December 15, 2026—and continues annually, contingent on his ongoing service with the company.